TIDMPSL
RNS Number : 1120E
Photonstar LED Group PLC
03 May 2017
3(rd) May 2017
PhotonStar LED Group Plc
Placing to raise GBP465,000
PhotonStar LED Group Plc (AIM: PSL, "PhotonStar" or "the
Company"), the British designer and manufacturer of intelligent
lighting and building control solutions is pleased to announce that
it has raised gross proceeds of GBP465,000 via the placing of
37,200,000 new ordinary shares (the "Placing Shares") with existing
investors and Directors of the Company at a price of 1.25p per
Placing Share (the "Placing Price") (the "Placing"). The Company
recently obtained EIS Advance Assurance and VCT Advance Assurance,
as such 22,885,280 Placing Shares will qualify for EIS/VCT
relief.
The Placing has been undertaken by the Company's broker
Northland Capital Partners Limited and, up to and including the
closing price of 2.85p on 2 May 2017, the Placing Price represents
a 64.7% premium to the Company's average 30 day closing price since
3 April 2017. In addition, the number of Placing Shares being
issued fully utilises the Company's existing authorities for the
disapplication of pre-emption rights for a cash placing.
Use of Proceeds
The net proceeds of the Placing will be used to fund the
proposed roll out of the halcyonPRO2 and its halcyon CloudBMS
platform as per the announcement of 28 April 2017. The net proceeds
will also provide the Company with additional working capital.
Admission of the Placing Shares
The Placing Shares represent approximately 16.5% of the
Company's issued share capital as enlarged by the Placing. The
Placing shares will rank pari passu with the Company's existing
ordinary shares of 1p each ("Ordinary Shares"). Application will be
made for the Placing Shares to be admitted to trading on AIM
("Admission") and it is expected that such Admission will become
effective on or around 9 May 2017.
Director's Participation and Related Party Transaction
Certain Directors have agreed to subscribe for Placing Shares in
the Placing at the Placing Price as per the table below (the
"Directors Participation"):
Director Number of Ordinary Beneficial Percentage of Ordinary
Shares pursuant shareholding Shares as enlarged
to Placing following Placing by the Placing
James McKenzie* 2,281,815 18,175,278 8.1%
Majd Zoorob 960,000 12,238,569 5.4%
Total 3,241,815 30,413,847 13.5%
*Figures include Ordinary Shares held by Mrs F McKenzie, who
subscribed for 800,000 Placing Shares at the Placing Price.
In addition, Walker Crips plc ("Walker Crips"), on behalf of its
clients, is subscribing for 16,442,185 Placing Shares (the "Walker
Crips Subscription"). Following Admission Walker Crips will, on
behalf of its clients, have an interest in 38,408,063 Ordinary
Shares, representing 17.1% of the Company's issued share capital as
enlarged by the Placing.
Walker Crips is currently a substantial shareholder in the
Company. As such the Walker Crips Subscription and the Directors
Participation are considered to be related party transactions
pursuant to AIM Rule 13.
Jonathan Freeman, the Company's Chairman, is considered to be an
independent director for purposes of AIM Rule 13. As such, the
Company's independent director, having consulted with the Company's
nominated adviser, considers the Walker Crips Subscription and the
Directors Participation to be fair and reasonable insofar as the
Company's shareholders are concerned.
Total Voting Rights
Following Admission, there will be 225,158,220 Ordinary Shares
in issue. The figure of 225,158,220 Ordinary Shares may be used by
shareholders as the denominator for the calculations by which they
will determine if they are required to notify their interest in, or
a change to their interest in, Photon Star under the Disclosure and
Transparency Rules.
2016 Annual Results
As previously announced, PhotonStar expects to release its full
year results for the year ended 31 December 2016 before the end of
May 2017.
Dr James McKenzie, CEO of PhotonStar, said:
"We are very grateful for the continuing support that the
Company's existing shareholders have shown with regards to this
Placing. As detailed in January's Trading Update, the Company
experienced challenging trading conditions during the second half
of 2016, which continued during the first quarter of 2017. However,
following the Company's participation at the IBM InterConnect 2017
Conference in March, management have felt more confident about the
Company's prospects for 2017 and beyond. This sentiment was further
endorsed by the letter of intent PhotonStar recently received from
a key customer regarding the proposed roll out of the halcyonPRO2
and its halcyon CloudBMS platform, which has been well received by
the market. A period of hard work lies ahead, but this Placing
allows PhotonStar to look forward to securing purchase orders
relating to the proposed Halcyon roll out with renewed
optimism."
This announcement contains inside information for the purposes
of Article 7 of Regulation (EU) 596/2014.
For further information:
PhotonStar LED Group Plc (www.photonstarled.com) +44 (0)2381 230381
James McKenzie - Group Chief Executive
Northland Capital Partners +44 (0)20 3861 6625
Patrick Claridge/David Hignell/Margarita
Mitropoulou (Corporate Finance)
John Howes/Rob Rees (Corporate Broking)
About PhotonStar LED Group Plc
PhotonStar LED Group Plc is a leading British designer and
manufacturer of intelligent lighting and building control
solutions. The Group's proprietary technology halcyon(TM) is a
scalable, secure wireless IoT and cloud based platform for retrofit
into commercial buildings, for energy reduction, asset monitoring
& control, and real time environmental, behavioural and energy
insights.
PhotonStar is based in Romsey, Hampshire with a manufacturing
facility in Wales.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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